Ryerson Holding Corp
For the period ended Dec 31, 2023. Filed Feb 21, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Feb 21, 2024
RYZ$30.10+1.1%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits and Financial Statement Schedules
(a)
Financial Statements and Schedules
The following financial statements and schedules listed below are included in this Form 10-K:
Financial Statements (See Item 8)
Schedule II
All other schedules are omitted because the required information is not present or is not present in amounts sufficient to require submission of the schedules.
(b)
Exhibits
EXHIBIT INDEX
| Exhibit · Incorporated by Reference · Filed | |||||
|---|---|---|---|---|---|
| Number | Exhibit Description | Form | File No. | Filing Date | Herewith |
| 2.1 | Agreement and Plan of Merger, dated as of June 4, 2018, by and among Joseph T. Ryerson & Son, Inc., Hunter MergerCo, Inc., Central Steel and Wire Company, and Fortis Advisors LLC, a Delaware limited liability company, solely in its capacity as the Stockholder Representative thereunder.* | 8-K | 001-34735 | June 5, 2018 | |
| 3.1 | Form of Third Amended and Restated Certificate of Incorporation of Ryerson Holding Corporation. | S-1/A-22 | 333-164484 | August 6, 2014 | |
| 3.2 | Form of Amended and Restated Bylaws of Ryerson Holding Corporation. | S-1/A-15 | 333-164484 | May 6, 2013 | |
| 4.1 | Form of Common Stock Certificate of Ryerson Holding Corporation. | 10-K | 001-34735 | March 9, 2016 | |
| 4.2 | Form of Investor Rights Agreement, by and among Ryerson Holding Corporation, Platinum Equity Capital Partners, L.P., Platinum Equity Capital Partners-PF, L.P., Platinum Equity Capital Partners-A, L.P., Platinum Equity Capital Partners II, L.P., Platinum Equity Capital Partners-PF II, L.P., Platinum Equity Capital Partners-A II, L.P. and Platinum Rhombus Principals, LLC. | S-1/A-15 | 333-164484 | May 6, 2013 | |
| 4.4 | Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 | X | |||
| 10.1 | Ryerson Nonqualified Savings Plan. | S-4/A-2 | 333-152102 | February 24, 2009 | |
| 10.2 | Ryerson Annual Incentive Plan (as amended through June 14, 2007). | S-1 | 333-164484 | January 22, 2010 | |
| 10.3 | Ryerson Holding Corporation 2014 Omnibus Incentive Plan. | S-1/A-21 | 333-164484 | July 24, 2014 | |
| 10.4 | Offer Letter Agreement, dated May 7, 2015, by and between Ryerson Holding Corporation and Edward J. Lehner. | 8-K | 001-34735 | May 8, 2015 | |
| 10.5 | Confidentiality, Non-Competition and Non-Solicitation Agreement, dated June 1, 2015, by and between Ryerson Holding Corporation and Edward J. Lehner. | 8-K | 001-34735 | June 5, 2015 | |
| 10.6 | Form of 2015 Restricted Stock Unit Agreement. | 10-Q | 001-34735 | August 12, 2015 | |
| 10.7 | Form of 2015 Performance Unit Agreement. | 10-Q | 001-34735 | August 12, 2015 | |
| 10.8 | Form of Director and Officer Indemnification Agreement. | S-1/A18 | 333-164484 | March 27, 2014 | |
| 10.9 | Employment Agreement, dated January 3, 2005, between Ryerson Tull, Inc. and Michael Burbach, as amended. | 10-Q | 001-34735 | May 7, 2015 | |
| 10.10 | Directors Compensation Summary Sheet. | X | |||
| 10.11 | Credit Agreement, dated as of July 24, 2015, among Ryerson Holding Corporation, Joseph T. Ryerson & Son, Inc., Sunbelt-Turret Steel, Inc., Turret Steel Industries, Inc., Imperial Trucking Company, LLC, Wilcox-Turret Cold Drawn, Inc., Fay Industries, Inc., Ryerson Procurement Corporation, Ryerson Canada, Inc., and each of the other borrowers and guarantors, the lenders party thereto from time to time, and Bank of America, N.A., as the administrative agent and collateral agent. | 8-K | 001-34735 | July 29, 2015 | |
| 10.12 | Amendment No. 1, dated as of November 16, 2016, to the Credit Agreement, dated as of July 24, 2015, by and among Ryerson Holding Corporation, Joseph T. Ryerson & Son, Inc., Ryerson Canada, Inc., and each of the other borrowers and guarantors, the lenders party thereto from time to time, and Bank of America, N.A., as the administrative agent and collateral agent. | 8-K | 001-34735 | November 17, 2016 | |
| 10.13 | Security Agreement, dated as of July 24, 2015, Ryerson Holding Corporation, Joseph T. Ryerson & Son, Inc. (“Ryerson”), and the domestic subsidiaries of Ryerson from time to time party thereto in their capacities as pledgors, assignors and debtors thereunder in favor of Bank of America, N.A., in its capacity as collateral agent, as pledgee, assignee and secured party for the benefit of the secured parties. | 8-K | 001-34735 | July 29, 2015 | |
| 10.14 | Canadian Security Agreement dated as of July 24, 2015 between Ryerson Canada, Inc. and Bank of America, N.A., in its capacity as collateral agent. | 8-K | 001-34735 | July 29, 2015 | |
| 10.15 | Canadian Security Agreement dated as of July 24, 2015 between Turret Steel Canada, ULC, and Bank of America, N.A., in its capacity as collateral agent. | 8-K | 001-34735 | July 29, 2015 | |
| 10.16 | Amendment No. 2, dated as of June 28, 2018 to Credit Agreement dated as of July 24, 2015, among Ryerson Holding Corporation, Joseph T. Ryerson & Son, Inc., Wilcox-Turret Cold Drawn, Inc., Ryerson Procurement Corporation, Southern Tool Steel, LLC, Ryerson Canada, Inc., and each of the other borrowers and guarantors, the lenders party thereto, and Bank of America, N.A., as the administrative agent and collateral agent. | 8-K | 001-34735 | June 29, 2018 | |
| 10.17 | Amendment No. 3, dated as of September 23, 2019 to Credit Agreement dated as of July 24, 2015, among Ryerson Holding Corporation, Joseph T. Ryerson & Son, Inc., Wilcox-Turret Cold Drawn, Inc., Ryerson Procurement Corporation, Southern Tool Steel, LLC, Ryerson Canada, Inc., and each of the other borrowers and guarantors, the lenders party thereto, and Bank of America, N.A., as the administrative agent and collateral agent. | 8-K | 001-34735 | September 27, 2019 | |
| 10.18 | Amendment No. 4, dated as of November 5, 2020 to Credit Agreement dated as of July 24, 2015, among Ryerson Holding Corporation, Joseph T. Ryerson & Son, Inc., Ryerson Canada, Inc., and each of the other borrowers and guarantors, the lenders party thereto, and Bank of America, N.A., as the administrative agent and collateral agent. | 8-K | 001-34735 | November 9, 2020 | |
| 10.19 | Amendment No. 5, dated as of June 29, 2022 to Credit Agreement dated as of July 24, 2015, among Ryerson Holding Corporation, Joseph T. Ryerson & Son, Inc., Ryerson Canada, Inc., and each of the other borrowers and guarantors, the lenders party thereto, and Bank of America, N.A., as the administrative agent and collateral agent. | 8-K | 001-34735 | June 29, 2022 | |
| 10.20 | Employment Agreement, dated February 22, 2021, between Ryerson Holding Corporation and James Claussen, as amended and restated. | 10-K | 001-34735 | February 24, 2021 | |
| 10.21 | Ryerson Holding Corporation Stock Option Grant Notice | 10-Q | 001-34735 | May 5, 2021 | |
| 10.22 | Form of retention bonus agreement for Edward J. Lehner, President and Chief Executive Officer and Director of the Company | X | |||
| 19.1 | Ryerson Holding Corporation Insider Trading Policy | X | |||
| 21.1 | List of Subsidiaries of Ryerson Holding Corporation. | X | |||
| 23.1 | Consent of Independent Registered Public Accounting Firm. | X |
| 31.1 | Certificate of the Principal Executive Officer of the Company, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X |
| 31.2 | Certificate of the Principal Financial Officer of the Company, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X |
| 32.1 | Written Statement of Edward J. Lehner, President and Chief Executive Officer of the Company pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** | X |
| 32.2 | Written Statement of James J. Claussen, Executive Vice President & Chief Financial Officer of the Company pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** | X |
| 97.1 | Ryerson Holding Corporation Clawback Policy | X |
| 101.SCH | Inline XBRL Taxonomy Extension Schema With Embedded Linkbases Document | X |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
- Schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. Ryerson agrees to furnish supplementally to the Securities and Exchange Commission a copy of any omitted schedule or exhibit upon request, subject to Ryerson’s right to request confidential treatment of any requested schedule or exhibit.
** Furnished herewith.
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